The Star Child And The Mutants
by sjcwales
Summary: After discovering that she is a mutant, Chloe Sullivan gets invited to join the Xavier Institute as well as Clark after they discover his powers. Joining the institute opens them both up to a world that neither of them knew existed and along the way they both discover where they truly belong.
1. Chapter 1

**Disclaimer:** I do not own Smallville or the X-Men or Marvel and DC Comics.

**Note To Readers:**

I am making a few changes to the Smallville back story.

Smallville was still hit by a huge meteor shower but there is only a very small amount of Kryptonite (Most of the Meteors are just normal rocks and debris) – One thing I always hated about Smallville was that there was too much Kryptonite. As a result of there only being a small amount of Kryptonite there are only a small number of meteor freaks.

Although this fic is supposed to be a crossover between Smallville and X-Men Evolution I will be using elements from both the DC Verse and Marvel Verse in general.

One last thing – The Smallville timeline for the beginning of this story (If it was cannon) will be near the end of season 2. Clark has had the download from the caves but Jor-El wont be making himself known for a while yet.

I don't mind receiving bad reviews but please make sure it's constructive criticism. I don't flame other authors if I come across something I don't like, but I will leave a bit of feedback stating what I didn't like and how I think it could have been improved. So if you come across something you don't like then by all means leave a little comment about how it could have been done better. But like I said please make sure any criticism is constructive criticism.

Well that's about it. If you don't like the changes I am making to the back story I wont take offence if you refuse to read this. If you do read it however, then I do hope that you enjoy it.

**Summary:** After discovering that she is a mutant, Chloe Sullivan gets invited to join the Xavier Institute as well as Clark after they discover his powers. Joining the institute opens them both up to a world that neither of them knew existed and along the way they both discover where they truly belong.

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**The Star Child And The Mutants**

**Prologue**

Logan, Scott along with Emma Frost and the rest of the semi restored X-Men stood looking at the glass dome that currently held the professor while he lay in his coma. In truth Logan was a little suspicious over the fact that Magneto had handed Charles over so easily, but he knew that they were once friends. That in itself had allowed Logan to overlook the suspicion but he was still a little weary.

The question now though was where do they go from here, the X-Men were a shambles and Rogue had turned on them. That was another problem that needed sorting, Rogue knew to much about them and that was a problem. But right now there were more pressing issues that needed to be attended to.

Turning his attention back to the glass dome that housed the man he secretly called his brother Logan spoke. "We'll find a way to bring you back Charles…No matter how long it takes"

As those words left him everyone in the room though they heard something and began to look around in confusion. "What was that" Kitty asked clearly spooked by the sound.

"It's like someone whispering" Bobby answered while turning around and looking around himself.

Then the next thing they all heard a voice saying _"I'm here"_ and the voice sounded all too familiar to them. "Correct me if I'm wrong but that sounds a lot like" Hank started to say

"Charles" Logan then said continuing Hank's statement.

Again they could all now clearly hear Charles's voice and it was confusing the hell out of them. "This is impossible" Emma stated as she felt a surge of telepathic energy building up within the room.

Logan began to turn towards Emma when there was a huge flash of light above where Charles's unconscious body rested. As the light faded everyone in the room was thrown into a state of shock and confusion as Charles's head appeared floating in the room. Taking a few steps towards the head Logan could only ask one thing "Charles…Is that really you"

The head turned toward Logan "Yes" He answered in an almost disconnected tone.

"What's happening…Who did this to you" Logan asked with concern in his voice.

"I wish I knew…I remember nothing" Charles answered back sadly.

"Charles…There was an unexplained blast at the institute and you've been missing" Hank told the head of his long time friend as he approached it.

"My X-Men…Time is limited…I come to you with an urgent message" Charles stated his tone filled with sadness.

"Come to us…From where" Logan asked in confusion.

"The future" Was the response given before Charles's head moved around to look at the other members of the X-Men that were present. "The coma you see me in now will last for twenty years…I've only recently awoken from it and the world I found was a nightmare" With that said the scene around the X-Men suddenly changed and they found themselves looking at a city in complete ruins.

As the X-Men looked around they saw what looked like Sentinels walking around through the ruins of whichever city they were in as if they were hunting for something or someone. It was hard for them to believe that things could possibly turn out this bad as the city looked like it had been through a war. Buildings and Skyscrapers were falling apart, some were on fire. The roads were smashed to hell and back as well as being littered with debris and wrecked vehicles. This was where the world was heading they realised and it sent a cold shiver down each of their spines, including Logan's.

"Charles…How does it come to this" Hank asked in complete shock over what he was seeing.

The scene around them shifted and the X-Men found themselves back in the medical room where Charles's unconscious body was. "I do not know how it started…But I do know that part of the blame lay with the X-Men" The floating head of Charles stated.

"Us what did we do" Logan asked not liking the sound of what his friend was implying.

"You were each left defeated and walked away…Only as a team do you stand a chance…Only together can you change the course of the future" Charles stated before turning all his attention to Logan. "And you Logan…You must lead them"

Hearing Charles say that Scott shook his head slightly feeling a little angry at his former professors words and turned towards the door.

"I don't know Charles…This hasn't been a good fit" Logan responded.

"Make it fit Logan" Charles told his long time friend. "Otherwise all is lost" Then Charles noticed that Scott was leaving the room. "Scott do not abandon the team…They cannot win this without you son" he stated just as the doors opened for Scott to leave.

Scott stopped and turned back to look at his former professor, the man he had loved like a father and let out a sigh. The truth was he wasn't the leader he used to be, not since Chloe had died the day of the explosion. He wasn't the same man and he knew it, knew that in truth he couldn't lead them. Looking back at the group though he also knew he couldn't abandon them and that they would need his help he made his decision to stay.

Charles turned his attention back to Logan "My time grows short…Before I go…You must find Kal and Jean"

Hearing the name Kal, Logan instantly knew that his old friend was talking about Clark Kent. Unfortunately nobody had seen him since he and Jean left seven years ago and he didn't know where to look anyway. Clark had gone off to do some kind of Alien training with a digital copy of his father while Jean left, well nobody but Charles and Clark knew where she went. The only thing anyone knew was that Jean was going through some kind of change and that she needed to leave. "Nobody has seen either of them in seven years Charles" Logan finally responded.

Emma for her part had no idea who or what Kal was, but she did pick up the tone in Charles's voice on how important this Kal and Jean were. She was about to ask about it when Charles responded to Logan's statement. "Right now the two of them are in Africa…Kal did return but he learned of Chloe's death and went to wander the world…From what both he and Jean have told me they found each other about three months ago in your time…I don't know where they are exactly and here in my time they are busy destroying the Sentinels…Here in my time Kal and Jean are the only ones who can hold the line against them…What I do know is that whatever created the world that I am now in…They weren't there to stop it…If they had been, they may have been able to…Together Kal and Jean are an unstoppable force…A power beyond all imagination"

"How could this Kal and Jean stop what is supposedly coming" Emma asked not understanding. In fact she had been trying to probe everyone's minds on this Kal person but every time she tried she was hitting mental blocks that had been put in place inside their minds, put in by Charles.

Charles glanced at Emma for a second before turning back to Logan. "Find them…The future depends on it…My time has run out…I will try to contact you again if I can" With that the image of Charles's head disappeared.

After the image of Charles disappeared Kitty spoke up "So like I take it we're going back to Africa"

"Look's like it kid" Logan responded while still trying to process what Charles had told them. One thing was certain, things are about to get very interesting and the world is going to need the X-Men. With that in mind he turned his full attention to the rest of the team. "Whatever's eating away at us…We get passed it…We rise to the occasion because we're a team and we got a job to do…The world needs the X-Men" With that said Logan made his way out of the room.

As Logan left the room Emma turned to Scott. "Who is this Kal that Charles was talking about…I'm assuming that the Jean he mentioned is in fact Jean Grey but I have never heard of this Kal …Who is he"

"He's the guy that kicked Juggernaut's ass over half the state" Bobby responded with a smile at the memory as he got up and made his way out of the room.

"Why is it that I have never heard about him" Emma asked again as she knew a fair bit about the X-Men and the name Kal had never been mentioned so he curiosity was now very peaked.

"Kal is literally the most powerful person on the planet…His powers go beyond that of an Omega Level mutant" Scott responded however he wouldn't betray Clark and wouldn't tell her about where his alien friend actually came from. As he thought about Clark he realised that the professor had said that he came back and found out what had happened to Chloe. He couldn't help but feel regret for that as he knew how close Clark and Chloe where, they where best friends. They had a brother, sister relationship and a bond that went beyond anything he could ever understand. In some way he knew that they saw each other as family as he and Jean had a similar relationship but now realising that Clark had no idea of what had happened other that the fact that Chloe was dead saddened him even more.

"Why is it that until to day I didn't know that this Kal existed" Emma asked still confused.

"Well…It's a long story…But the professor kept all info on him a secret" Scott answered tying to limit how much he was telling her. He knew a little about Emma, enough to know he should be cautious of her. As far as anyone outside a chosen few knew Kal was just a very powerful mutant and he would keep that story going until Clark decides otherwise.

Emma still wasn't satisfied with the answer she had been given and again as she tried to read Scott's mind she hit a brick wall whenever any thoughts about this Kal were brought to the surface. "How did you know him…I mean how did he end up here because I'm assuming he was a student at some point"

"That's a long story…One that started a little over ten years ago" Scott answered as his mind drifted back to better days.

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**Chapter 1 **

_**Ten Years Earlier**_

Sitting next to the small surgical bed Chloe looked down at her unconscious best friend feeling nothing but sadness and guilt. Sadness over the fact that he best friend was laying unconscious and guilt because he wouldn't be hurt right now if it wasn't for her. Two weeks ago a man in a wheelchair showed up at her door only a few weeks after her crazy powers started to develop.

This man's name was Professor Charles Xavier and he had come to her home because like her he was a mutant and ran an institute for people like her. Apparently this institute was set-up to provide mutants like herself a place where they could learn how to use their abilities properly. That however at the moment wasn't a great help to her as she looked down at Clark.

It had only been about a month since she told Clark about her powers and in truth she was terrified of how he would react, she couldn't have been more wrong through. To her surprise he showed that he had his own abilities and knew what she was going through and had done nothing but support her. She knew there were a lot of things about Clark that she would probably never really understand, namely what it was like being an alien. At the same time though since her own powers had developed Clark had changed when he was around her, he wasn't so cut off as he normally was.

At first she didn't know what to make of the little changes she started to notice, but after a while she worked it out. From what Clark had told her he had spent his entire life hiding who and what he is until it had become second nature to him. However since she found out about him and had powers of her own Clark had told her that he had finally been able to let the part of him that he keeps hidden out, at least around her.

Since she had known Clark she had often wondered why he kept only a few friends while he pushed a lot of other people away. It was a sad realisation when she began to understand that his whole life had been centred around being different and because of that he spent most of his time alone. The simple truth was that it broke her heart to finally realise how alone her best friend really was. There was nobody else like him that he could talk to, nobody he could turn to for help. Now that she herself was different from most other people it made her understand her friend a lot more and she could only hope that one day he finds some real happiness.

Thinking about her own difference made her really nervous about coming to the institute so she had convinced Clark to come with her, now she was regretting it. When they arrived they learned that the other students were away at a camp for a few days and in truth she wasn't really happy about that. However because they were due back in only a few days it didn't bother her as much as she knew she would get a chance to meet them before she and Clark leave. Unfortunately though something happened something that in all honesty she couldn't blame the professor for even though she wished she could.

From what she understood the professor had a brother named Cain Marko who had somehow artificially activated what the professor called the x-gene. This Cain became so powerful that in the end the professor was left with no other choice but to use his powers to render his own brother unconscious before having him placed in a special containment unit. All Chloe knew though was that some woman with blue skin and red hair managed to release him and he came to the mansion looking for revenge.

As the memory of the encounter with the Juggernaut came crashing through her mind she heard someone coming up behind her. "Hey Kid…How's he doing"

Chloe turned in her seat and saw Logan standing there with a look of concern on his face. "I don't know…Until this happened I've never seen him get hurt…I was starting to think that nothing could hurt him"

"He's healing pretty quick" Logan said in response "With the injuries he suffered he should be dead…A lot of the cuts have healed and a lot of the bruising has faded as well"

"I guess" Chloe answered back not feeling very reassured by his statement.

"He'll be fine kid…At the rate he's healing he should be up and about within a day or so" With that said Logan turned to walk out of the room. Just as he got to the door he turned back to the young blond "Hey kid…The professor wants to see you as well"

"Ok" Chloe responded even though she didn't want to leave Clark. Getting up out of the chair she was on she headed towards the door and followed Logan to the professors study.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

Chloe was about to knock on the professors door when she heard him inside her mind telling her to enter. Walking in she saw him sitting there in his wheelchair along with two other people who she had come to know as Scott, Jean. "You wanted to see me professor" She asked as she closed the door behind her.

"Yes Chloe…Please take a seat" The professor told her to which she responded by walking over a nice leather chair that was vacant. Once she sat down the professor spoke. "First off I wanted to see how you were doing"

"I'm ok professor…Just worried about Clark" Chloe responded sadly as the thought of him laying unconscious in the medical room was still very upsetting to her.

"It saddens me greatly that someone else had to pay the price for my brothers quest for vengeance…I am sorry Chloe"

"It wasn't your fault professor…You didn't know that he was going to get free and come here" Chloe stated knowing full well that there was nothing that he could have really done.

In truth Charles was grateful that she didn't blame him for what happened but he was still feeling guilty over the fact that there was a young man laying unconscious in the medical bay because of his brother. He had known when Clark arrived with Chloe that the young man was different although he knew he couldn't say that out loud or reveal that he knew anything about Clark. In fact at the moment he probably knew more about Clark than the young man knew about himself. He would have to be careful though not to reveal what he knew about the young man until he had a chance to speak with him first.

Even though Clark was laying unconscious in the medical bay he knew the young man would be fine. He would wait until the morning and if Clark was not up and about by then, he would take him outside into the sun as he knew it would heal up the young man's injuries. But he also knew that if he did that it would bring up questions that he knew he couldn't answer.

Turning his attention away from his own thoughts Charles refocused on Chloe as she started to respond to what he had said.

"They decided to stay in Metropolis for a few days because Clark was coming with me…I don't have their cell number and Clark's cell was totalled in the fight" Chloe responded really wishing that she could speak to the Kent's. She didn't know what to do and could use their advice right about now. In fact she was kind of hoping that they would know how to help him.

"The second reason I asked you here was to talk about Clark…Did you know that he was a mutant" The professor asked although he knew about who and what Clark was he couldn't say anything and needed to know how much the young blond knew about her friend.

"Yeah" She answered while nodding her head slightly "Ummm…When my abilities first started showing I was kind of freaked and needed someone to talk to…I went to Clark and told him what was happening to me" As the words left her mouth a small smile formed on her face as the memories of Clark showing off his own powers came to her mind. "I was expecting him to be freaked but he surprised me by telling me he had powers of his own…We spent most of that day just laughing around showing off"

"What can he do" Scott asked with interest as he had seen the damage to the mansion from the fight between the blonds friend and the Juggernaut.

Chloe turned her head to Scott and shook her head "I'm sorry but I cant say anything…Actually I wont say anything until Clark is up and around…If he wants to tell you himself then that's fine but I wont say anything until I know he's alright with it"

Charles sat there in his wheelchair and had to admit to himself that he was impressed by the young woman. He had been carefully scanning her mind to see what she was really thinking and was pleased to know that she did know the truth about Clark. Normally he wouldn't have invaded her privacy but this situation was a unique one and he needed to be sure of some things. In any other circumstance he wouldn't have tried to read her mind and would have allowed her to keep Clark's secret.

Scott however wasn't happy with Chloe's answer and wanted to know about what this Clark could do. Obviously he could tell by the look on the professors face that he wasn't going to push the issue and he would respect that, for now.

Jean for her part hadn't said anything and she just watched the young woman sitting across from her. She like the professor could sense Chloe's loyalty to Clark and she knew that the blond wouldn't reveal anything without his permission.

"Very well Chloe…I wont ask again and will leave the decision up to Clark on whether he wants to reveal his abilities to us" The professor finally said as he knew he could wait until Clark was up and about. "I will try to contact his parents again later…If I get hold of them I will let you know"

"Thank you professor" Chloe responded before getting up out of her seat and leaving the room heading back to where Clark was.

As soon as Chloe left Scott turned to the professor. "I don't like this…He's a mutant with unknown powers…We need to know what he can do"

"He is no threat to us Scott" Charles responded sensing his students discomfort over the unknown risk that he believed Clark may be.

"You said it yourself…You cant read his mind…And with everything that's been going on lately it's to much of a risk"

"Scott…Don't let your fear of the unknown cloud your judgement…You seem to be forgetting that Clark risked his life to stop my brother" Charles said in response to what Scott had said.

"I don't think he's a threat either Scott" Jean said which surprised Scott.

"I still think that it's to much of a risk" Scott stated to say before taking a breath and letting it out slowly. "But maybe your right…I'm just being a little paranoid…But considering what's happened I think we should still be cautious"

"Very well…But I don't want you trying to get any information from Chloe…We will respect her decision not to reveal anything about Clark" With that the professor dismissed his two oldest students and returned to his desk to get some work done.

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Mystique returned to the boarding house and was defiantly not in a good mood. It had been a few hours since she and Juggernaut went to the Xavier Institute only to end up fighting against Wolverine and some kid she didn't recognise. What surprised her though was the fact that this unknown kid went toe to toe with a man that was supposed to be unstoppable. Even now after seeing the kid fight Xavier's brother she was still finding it hard to believe that the kid was able to stand up against the man.

Storming through the house in anger she completely ignored the rest of the brotherhood as she made her way to her room. Slamming the door behind her she knew that Magneto would be contacting her soon enough wanting a report. She knew she was supposed to get her hands on cerebro and using Juggernaut seemed like the perfect plan but then it all went to hell, she didn't count on some kid being able to fight the Juggernaut.

Coming out of her thoughts Mystique turned her attention towards her bed and was about to lay on it when Magneto called her. Answering her cell she heard him speak "Did you get Cerebro"

"No…I couldn't" She answered with a bit of fear in her voice.

"What do you mean you couldn't…With Charles's brother you shouldn't have had any trouble getting your hands on Cerebro" Magneto stated with anger in his voice.

"There was a new kid at the institute…He fought off Juggernaut…On his own…I was left having to face Wolverine on my own"

"Who was this child that fought off Juggernaut" Magneto asked with curiosity now in his voice.

"I don't know…I've never seen him before so he must be new…The fact that he could fight Juggernaut…I don't want to think about what will happen now that Xavier has someone that powerful at his side" The shape shifter stated.

"Monitor the boy for now…If he's one of Charles's students he will soon be enrolling at Bayville…Get close to him and find out if there is a way to bring him over to our cause" With that said Magneto hung up the phone leaving Mystique just standing in her room wondering about who this kid is.

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Back at the mansion Charles had just sent Chloe to her room that she was sharing with Jean for the next few days. Sitting in his wheelchair he once again tried to telepathically connect to the young man that still lay unconscious a few feet away from him. Even now he couldn't even sense trace emotions from the boy and it was as if he wasn't even in the room. Until now unless they were wearing a helmet like Magneto's or his brothers he could read anyone's mind but yet this young man in front of him was a complete mystery. Well not a complete mystery as he knew who and what Clark was, but a mystery in the sense that he couldn't feel anything from the young man.

"I take it you sent the kid to bed" A gruff voice said from behind.

Turning around in his wheelchair Charles looked towards the door where Logan was standing leaning against the door frame. "Yes…She hasn't slept in the last twenty four hours…I thought she could use a break"

"Any change" Logan asked in reference to the young man who was still out cold.

"None…Although his injuries have been healing at a remarkable rate" Charles responded as he turned back around to look over at Clark.

"Why don't you get some sleep yourself Chuck…I'll keep an eye on the kid"

Charles turned around again and looked at Logan with a curious expression on his face. "It's not like you to take such a personal interest in such things Logan"

Lagan moved off the door frame and walked over to the seat that was next to Clark's bed. Sitting down he turned his attention back to Charles. "When the kid was fighting your brother…I took on Mystique…I watched as he got the crap kicked out of him" Shaking his head at the memory he let out a small sigh "I saw the kids eyes…He knew he couldn't beat Juggernaut…But he never stopped…Not for a second…No matter how hard Juggernaut hit him, he just kept getting back up…That kind of willpower deserves respect…That and the kid saved my ass up there as well"

"I've never seen anyone who has been able to hold up to my brother in such a way…But this situation shouldn't have happened in the first place…Magnus must be pretty desperate if he arranged for my brothers release" Charles said wondering what his former friend was up to.

"Mystique's probably told him about the kid by now…You know what that means" Logan stated.

"Yes…Magnus will probably try to bring Clark over to his side…And if that fails he will probably try to kill him" Charles responded sadly knowing how his former friends mind worked.

"So are you going to offer the kid a place here" Logan asked.

"I think that would be the prudent course of action…However the question is, will he want to stay" With that said Charles turned around in his wheel chair and made his way out of the room.

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Jean was laying in bed happily dreaming away when the scene around her suddenly shifted. Being a telepath she knew she had been pulled inside someone else's mind but for some reason she couldn't bring herself out of it. It was very rare that something like this happened to her but when it did she often found herself accidentally roaming around inside someone else's mind. The strange thing was though that normally when she became aware of what was happening she could usually wake herself up, yet for some reason this time she couldn't.

Knowing that there wasn't anything she could do at the moment, Jean realised she needed to stay calm and let things play out. Calming herself down she was taken by surprise when she suddenly found herself inside what looked like a bedroom where she saw Clark and an elderly woman talking.

"_My friends and family think your a" Clark started to say._

"_A fraud" The elderly woman said finishing off Clark's statement while letting out a small chuckle. "People are afraid of the unknown Clark…They only want to know if everything is going to turn out alright…I cant guarantee that…What I can show you are signposts on your journey…What you do with them is up to you"_

"_I've got so may questions in my life, I just want some answers" Clark said with a bit of sadness in his voice._

_The old woman gestured to Clark to move towards her "Closer" She said before getting up and moving further on her bed where she sat back down allowing Clark to get up and sit down next to her. Then the old woman extended her right hand out towards Clark. "Now take my hand"_

_Jean stood there and watched as Clark looked at the old woman for a second before reaching out and taking the old woman's hand. For a few seconds nothing happened, but then all of a sudden Jean saw a golden light appear between Clark and the old woman's hand before the world around her shifted again, what she saw shocked and terrified her._

_As Jean took in the scene she at first couldn't understand what she was seeing. She could see Clark kneeling down in the middle of the largest graveyard she had ever seen. There were literally countless headstones going on as far as the eye could see, thousands possibly even millions of them. It was also dark with thunder and lightening all around her as well as raining heavily. The even stranger thing though was that there wasn't actually a cloud in the sky, there was also something different about the sky as well._

_Turning her attention back to Clark she could see the fear written all over his face as he started screaming out "No" at the sight he was witnessing, but then something strange happened. She watched as the world around her began to shift again and she realised that Clark was coming out of whatever vision her was having, but before the world completely changed she saw something behind him._

_From what she could see it looked like a giant bird that was made up purely out of flames and just as the world around her vanished she heard a voice say one word "Kal"_

Jean shot up in her bed breathing heavily after coming out of whatever it was that she was in. Looking around she realised she was awake and back in her own room and let out a sigh of relief. Never in her life had she experienced something like what she just had, but there was one thing that was certain. What she had just seen was one of Clark's memories, that just left the question of how did she see it. Neither she nor the professor had been able to read Clark's mind so how had she been able to see one of his memories, a memory that haunted him.

Glancing over at the other end of her room Jean took note and was grateful that Chloe was still asleep in her bed. Knowing she wasn't going to be getting anymore sleep she kicked the blankets off her and stood up before heading towards the window. As she looked out from her window Jean allowed her mind to wander as she tried to make sense of what she had just seen.

She replayed what she had seen over and over in her head trying to make sense of it. The endless graveyard, the way the stars in the sky were which was totally confusing her as she didn't recognise any of the constellations. The one thing that was confusing her more than anything though was the bird that was made out of flames. There was something familiar about it but she just couldn't place it. As the memory of that giant bird came to her she couldn't help but think she had seen it somewhere before, but where she had no idea. The last part though that she couldn't get out of her mind was the voice that spoke saying the name "Kal". She knew the voice and knew it well but she couldn't understand what that voice was doing in Clark's memory, because it was her voice.

Standing there looking out of her window Jean noticed that the sun was starting to rise and knew that it wouldn't be long before Logan had everyone up for an early morning training session. Letting out a sigh she turned away from the window and decided to go for a little walk. Grabbing her dressing gown she left her room and started to wander the halls of the mansion.

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Staring out of the window in his room Charles let out a small sigh before turning his attention towards the other end of the room. Turing in his wheelchair he moved towards one of the large bookshelves. As he approached the bookshelf he moved a few of the books from the lower shelf until a small safe could be seen. Reaching out he entered a few numbers into the keypad before it unlocked. Opening the safe door Charles reached in and pulled out a small wooden box and rested it on his lap.

For the next minute or so he just stared at the wooden box before finally reaching down and opening it. As he opened it the first thing he saw was a photograph that made him smile as a memory came running back into his mind. The photo had degraded slightly over the years and the colour had started to fade but the three people in the photograph were easily recognisable.

The photo was taken when he was still in college and to this day he remembered the two other people that were with him when the photo was taken. He was standing there with his arms crossed with a small smile on his face. The two other people in the photo was a man and a woman who both looked like they were in their mid to late twenties with their arms wrapped around each other and the woman's head tilted leaning on the man's shoulder. The woman had red hair and was wearing a black bodysuit with a red bird type emblem on her chest. As for the man he had black hair and was also wearing a black bodysuit with a silver stylised S on his chest.

The memory of the events prior to that photo being taken had often played on his mind over the last few decades and he had been waiting for the day that Kal or Clark as he was known at the moment to arrive. In truth he didn't really know what to say to Clark about what he knew and how he knew it and that was another thing that was bothering him.

Putting the photo back in the box he grabbed hold of a small cotton pouch. Opening the pouch he tipped it upside down into his other hand until a small gold ring fell out. Putting the pouch aside he picked up the ring and turned it towards him. It looked like a simple ring but he also knew that it was anything but a simple object. As he looked at the top of the ring he looked at the golden circle with a black background that had an L going through it with a small star set in the upper right hand side. This one ring had so many possibilities to it, but he also knew the only person who could use it was Clark.

Pulling himself out of his thoughts he put the ring back on the pouch and placed it back in the box. Taking one last look at the photo he closed the box and placed it back in the safe. As he turned away from the bookshelf he whispered "It's good to see you again old friend" With that Charles made his way out of his room.

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So there you are people Chapter 1 is finished

Let me know what you think all feedback good and bad are welcome


	2. Chapter 1 Part 2

**Chapter 1 Part 2**

Pain that was the first thing Clark felt as the world started to come back to him. The next thing he felt though was confusion, confusion over the fact that he was in pain. Opening his eyes he was greeted by a bright light that for a second blinded him. Blinking a few times her turned his head and looked around and noticed he was in some kind of medical room.

Being naturally afraid of being experimented on the next thing Clark suddenly felt was fear. Quickly sitting up he focused his senses on the room and calmed slightly when he noticed that there wasn't any weird medical equipment set up. Except for the annoying beeping sound which he quickly realised was a heart monitor that was connected to his chest. Pulling off the pad on his chest he kicked his feet over the side of the bed he was on and noticed that his backpack was on a nearby table.

Walking over to his backpack he opened it up and was grateful that some of his clothes were in there. Reaching into the backpack he pulled out a pair of jeans and a blue t-shirt along with a change of underwear and a pair of socks. He got changed as quickly as possible without resorting to the use of super speed before making his way towards the door.

To his surprise the door opened automatically, so without any thought he walked out of the room. As soon as he got into the corridor he was suddenly hit with a cold war feeling as he looked around the metallic walls and frames that seemed to be holding the place up.

Activating his x-ray vision Clark looked around for a way out of wherever he was. After a few minutes of searching he came across an elevator and walked up to it and pressed the button. A few seconds later the doors opened to reveal an empty elevator. Letting out a sigh of relief he walked in.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

Chloe sat at the table in the dining room with the other students who were laughing and joking around. In truth she wasn't really up for all the messing around as she was still worried about Clark. That said though she had to admit the little antics had lifted her spirits slightly.

"Good morning everyone" Ororo said as she walked into the dining area happy to see that the students were up and about for a change. Although she knew that they were up so early purely because they were curious about Chloe and Clark. Turning her attention to Chloe "How is Clark doing this morning" She asked.

"Umm…He was still out when I went to check on him a little while ago" Chloe responded sadly.

"I am sure he will be fine" The weather witch said hoping to lift the young blonds spirits.

"Come on you guys…He'll be fine…And you have to admit he give as good as he got" Evan said much to the annoyance of the other students. "It makes you wonder what he can do though" He then added.

"Evan now is not the time" Ororo chastised at the insensitivity in her nephews voice.

"Come on auntie O…You gotta be just as curious as the rest of us" The teen said back.

"Well maybe you could just ask me yourself" Another voice said from the other end of the room with a bit of annoyance evident in the tone.

Chloe hearing that all to familiar voice spun around in her chair to see Clark standing at the end of the room leaning against the door frame. "Clark" She said as she got up out of the chair and run straight into him wrapping her arms tightly around him.

Clark wrapped his arms around her in return and rested his chin on the top of her head "I'm alright Chlo" he said with a small smile knowing how worried she had probably been.

Chloe pulled back and looked up at his face and was shocked at what she saw. Less than an hour ago his face was still full of small cuts and bruises, but as she looked at him now they were gone. "Clark…Umm…How did you heal so fast…I checked on you less that an hour ago and you were…Well to be honest a mess"

Clark let out a little chuckle and smiled until he noticed a small look of annoyance on his friends face. Taking a quick glance around the room he noticed that the others seemed to be quite curious as well. _Oh well they know that I got abilities of my own…I just wont be telling them about the whole alien thing._ He thought to himself before looking back down at Chloe "Umm…Well when I was younger…Whenever I got hurt all my parents had to do was take me outside into the sunlight…For some reason the sun just heals me almost instantly…So when I woke up I just went straight outside into the sun and a minute later I was back to normal"

"Oh" Was all Chloe said in response before she slapped him across the side of his head as another look of annoyance appeared on her face "And you couldn't have told me that little fact before…It would have been nice to know that all I needed to do was leave you on your ass outside and you'd be fine…I spent most of the last eighteen hours wondering how long you were going to be laying on that bed"

Clark could see that Chloe had been really worried about him so he did the only thing he could do and pulled her into another hug "I'm sorry Chlo…It's not something that's ever come up…That guy is the first person I've come across in the last two years that could actually hurt me"

"I know and I'm sorry for getting annoyed…But I was really worried about you…I've never seen you hurt like that before" Chloe said in response.

"So like what can you do" A female voice asked causing both Clark and Chloe to look towards the table where the other students were sitting. The voice belonged to Kitty Pride who was currently eyeing Clark up and if she had one word to describe him it would be _WOW__**.**_ Because as far as she could tell he was like really built with the body that sent little shivers down her spine just by looking at it.

"That would be Kitty" Chloe said answering the question she knew Clark was about to ask.

Clark glanced at the young brunette that Chloe pointed towards "I can do a few things" Was all he said before turning his attention back to Chloe "My cell was totalled so can I borrow yours…I wanna check in with my parents"

"Sure" the blond responded before pulling out he cell phone and handing it to him. Clark took the cell and instantly disappeared in a blur. "It's really annoying when he does that" Chloe muttered to herself before turning around and seeing the others just looking at her. "Relax guys…Clark isn't used to opening up to people" She said knowing that they were probably thinking Clark was just blowing them off. Which of course she knew he was but it wasn't about him being rude, it was simply what he was used to doing. "Just give him some time" With that she sat down and picked up her coffee.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

It only took Clark a few seconds to get outside the mansion where he dialled his mothers cell. He waited a few seconds until his mother answered._ "Chloe"_

"No mom it's me" Clark responded knowing his mother probably saw Chloe's number on the caller id.

"_Clark how are you using Chloe's phone"_

_Oh how do I answer that one_. Clark thought to himself before an idea popped into his head. "Well mom you know how I sometimes smash my alarm clocks…Well I kind of crushed my cell" He finally said and started wincing before his mother even said anything.

"_Clark Kent…How many times do we have to tell you to take it easy on things when you wake up"_ His mother shouted down the phone. Clark wasn't really worried though as he could hear the slight humour in his mothers tone. _"So how are things going there with Chloe"_

"Umm…Not to bad actually…Chloe seems to have settled in with them quite nicely"

"_What about you Clark…What do you think of them"_

"Not much…I'm trying to avoid them as much as possible" Clark responded which was true in a way as he had barely said anything to them. That and the fact that his dad had told him in no uncertain terms that he wasn't to reveal anything to them, at all. That was a promise that he's already broken but his parents don't need to know that, well not yet anyway. "The less time I spend with them the easier it will be…These people got abilities of their own and I'm still hiding from them"

For a few seconds there was no response to what he had said until he heard what sounded like a door closing and footsteps walking somewhere. _"Clark honey…I know what your father said about not telling them anything but I don't agree with him on that one"_

"What do you mean mom…You and dad have made it pretty clear where you guys stand when it comes to my secret" He responded with confusion in his voice.

"_Clark I'm not telling you to go and tell them everything about yourself…But from what you and Chloe told me when she was first invited to that place…They all have abilities of their own…In that respect Clark your not that much different from them"_ As those words left his mothers mouth Clark could hear a soft sigh coming from her. _"Clark in a lot of ways these people have something in common with you…They are different from the rest of us and from what you told me about that place it is somewhere where they can let their hair down…A place where they can express themselves without fear"_

"Mom…What are you trying to tell me" Clark asked still confused over what his mother was trying to say.

"_What I'm saying Clark is that if these people have abilities of their own then maybe you should let them know about yours…I'm not telling you to tell them everything…But for once Clark you are in a place where there are others who are like you in terms of having their own abilities…So what I'm telling you is that for once if you think they will be ok with your powers then maybe you should let your hair down and enjoy being around people who can at least understand what it's like to be a little different"_

"Mom what about dad…He'd go nuclear"

"_Oh you leave your father to me…Look Clark I know your father and I have always been dead set against you telling anyone about your secret…But the truth is that since Chloe found out about you…I've never seen you more at peace than you have been over the last few weeks…I know things with Pete haven't exactly been the same but I think the big difference is that Chloe has an ability of her own and can understand that…In a way she can probably understand you even better than your father and I can"_

"Mom…You know that's not true"

"_Yes it is Clark…You father and I have always tried to protect you and be there to help when something happens with you…But the sad truth is that even though we are here to help the best we can, there are many things about you that we cant understand…We don't have abilities like you do and because of that we cant really understand what it is that you are going through"_

"I don't know what to say" Was all Clark could say in response to what his mother just said.

"_It was one reasons why I was glad you went with Chloe…I was hoping that even if it was just for a few days that you could really live and enjoy yourself without having to completely hide yourself from people…I know how much it hurts you to keep yourself so closed off to people"_

"You know I love you mom…You and Dad are great and you do understand me a lot more than you think you do" Clark responded hoping to reassure his mother.

"_We love you too Clark…But promise me that for just this once…If you feel that you can use your abilities around them without any problems, that you will at least think about it…For just this once Clark…Be a teenager and enjoy yourself…And don't worry about your father…I'll have a good long chat with him…Now hang up before you use all of Chloe's minutes up"_

"Ok…Bye mom"

"_I'll see you in a few days…Bye Clark"_ With that said Martha hung up the phone leaving Clark standing there just looking at it. _Did my mom just tell me to have fun with my powers._ He thought to himself before turning back towards the mansion.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

Charles was sitting in his office reading over some reports about the students grades when Logan ran into the room. "Chuck the kids gone"

Hearing that Charles put down the report he was reading and instantly started using his telepathy to ask the students if any of them had seen Clark who had disappeared. A few seconds later he got a response stating that Clark had been in the dining room only a few minutes earlier but had simply left after borrowing Chloe's phone. "Apparently young Mr Kent has already made himself known to the others…He was in the dining hall with them a few minutes ago but he's already left"

Logan let out a small growl in annoyance at hearing that. He had only gone to grab a coffee and was only away for ten minutes and the boy just disappeared. "Remind me to make sure I give him a few of my personal training sessions if he decides to stick around" With that said he turned around and walked out of the room still quite annoyed.

Charles for his part let out a small chuckle at Logan's annoyed attitude before his face took a more serious expression. He had some information on how Clark would join the institute but how he was to get him to do so he didn't know. All that the Kal that he knew said was to trust his instincts and that he would know when the time was right to broach the subject. In truth he was still dubious on whether or not to reveal what he knew to Clark, but he also knew that he had to eventually. That also meant that he would have to talk with Jean eventually as well. _That will most certainly be an interesting conversation_. He thought to himself as he now made his way out of the room.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

Clark returned to the dining hall to see Chloe and the others there chatting away. Again like he did when he first went into the dining hall he stood there leaning against the doorframe just watching them. He could see and hear them laughing and joking away about some of the things they had gotten up to with their powers. Chloe herself was talking about how she accidentally blew a whole through the side of a car with one of her abilities and the memory almost made him laugh.

As for Chloe's ability Clark knew that she was still slightly afraid of it and in truth he didn't know how to help her. When her ability manifested itself he recognised some of the things she did, that only served to confuse him. She had used three different abilities and he recognised them all, they were abilities he had seen some of the meteor mutants use. From what the professor said Chloe was some kind of empathy that could replicate another persons ability within herself. Apparently from what the professor had said and what he had witnessed Chloe seemed to be able to hold on to three different abilities at the same time. "Nice to see you up and about kid" A gruff voice said from behind Clark causing him to turn around only to see Logan standing there.

"Thanks" The alien teen responded "So what happened to the big guy"

"Chuck sent him back to his prison…He shouldn't bother us again…For a while anyway" Logan responded before letting out a small grunt "And next time you wake up from a nap like that it might be a good idea to tell someone"

Clark knew that Logan was probably referring to the fact that when he woke up in that medical room he just disappeared. "Sorry about that…I kind of have a problem with waking up in medical labs"

"You and me both kid" Logan responded with a bit of anger in his voice as a small memory flashed back into his mind.

"So what's on the agenda for today"

"Well some of the kids are going to be giving your friend the tour of Bayville" With that said Logan made his way into the dining hall but came to a stop a few feet away from the teen "You may want to check it out for yourself…That is if your going to be joining us"

Before Clark could respond Logan turned and carried on walking towards the table where the other students were. _What does he mean by that._ He wondered before turning around and leaving the room before anyone else noticed him. As he started making his way through the mansion he heard a female voice calling him, turning around he saw a girl about his age walking up to him. Looking at her he could instantly see that she was very, well to put it simply hot especially with that fiery red hair. As he looked at her though it was her eyes that captured him the most. They were a powerful emerald green that when you looked into them seemed to pull you in. "Yeah" He finally answered as he pulled himself together.

As Jean approached Clark she had to admit that Kitty was right, he was really built. She took note of his muscular body and it actually sent a shiver down her spine as she saw his muscles pull on his t-shirt. _Oh knock it off Jean…You've only just broken up with Duncan_. She chastised herself for her reaction to the very built and hot guy she was walking up to. "Umm the professor wants to see you"

"Alright…Where is he" Clark asked while trying his hardest not to stare into her green eyes.

"Just follow me" She responded before turning around and making her way towards where the professor was.

Clark simply nodded and just stood there for a second as the red head turned around and started to walk. Before he could stop himself though he found his eyes wandering south and before he knew it he was checking out her butt as he hips swayed slightly as she walked. After a few more seconds he shook himself out of the thoughts that were starting to pop into his head while hoping she wouldn't turn around and notice what he was doing.

As she was walking Jean was suddenly hit with the strange feeling that she was being watched or stalked even. It was a feeling she couldn't really describe and for some reason beyond her ability to understand the sensation actually thrilled her, even turning her on slightly. She somehow knew that Clark was checking her out and despite her recent break up with Duncan and not wanting to be involved with any man at the moment she found herself excited by it. Of course she also knew it could just be wishful thinking that he was checking her out.

Feeling slightly awkward about her rising hormones Jean decided that a little chitchat was in order "So…Umm I don't know if you know but my name is Jean Grey"

"Yeah I know…The professor give me a quick rundown on you guys yesterday before the big guy showed up" Clark responded letting out a small sigh as the memory of the fight played back through his mind. Sometimes he really hated the fact that he could remember everything as he could recall every single detail of the fight.

"So what can you do" Jean asked as she was just as curious as everyone else about what Clark was capable of doing. Since Chloe wasn't talking getting an answer out of him seemed to be the only way.

"I can do a few things" Was all he said in response as he still wasn't completely comfortable with outing himself about his abilities.

Jean turned her head towards him and looked the young man in the eyes and she could see that he wasn't comfortable with where the current subject was going. It made her wonder if he was one of those mutants that ended up hating themselves simply because they were different from everyone else. However despite seeing Clark's discomfort she wanted to know what he was capable of. "Care to elaborate on that"

Clark came to a dead stop and just looked at the red head for a few seconds "Look…I don't mean to be rude but I'm not going to be giving you my biography…Chloe is the one that maybe becoming a student here…Not me…So if you don't mind can you drop the not so subtle attempt of trying to pry info out of me" His tone wasn't nasty but there was absolutely no emotion behind his voice as he spoke.

For a few seconds Jean just looked at Clark with a bit of shock in her expression. His tone wasn't rude or anything like that but it was cold and emotionless and it sent a small cold shiver down her spine. Realising that he had no intention of answering her question she just turned around and carried on walking. "Fine just follow me to the professors office" With that said the two of them just walked to the professors office in complete silence.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

Charles was still sitting alone in his office going over the student reports when he heard Jean in his mind saying that she and Clark were just outside. Telling her to come in he set the report he was reading down on his desk and looked up as Clark and Jean walked in. As they entered the room the first thing that he noticed was that Jean was slightly annoyed while having a slightly hurt expression on her face. "Jean is everything alright" He asked.

"Umm yeah professor…Everything's fine" She responded while giving Clark a quick glance.

"If your sure everything's ok" Charles stated to which he just got a simple nod of the red head in response. He actually suspected that Clark had said or done something that had upset Jean but as it didn't seem to be a big problem he decided to let it slide for now. "Thank you for bringing Clark here Jean…If you could give us a few minutes"

"Ok Professor…I'll see you later" She said as she turned and left the room leaving Clark and the professor alone.

Once Jean had left the room Charles turned his full attention to Clark. "It's good to see you up and about…I wasn't sure how long it would take you to recover from the fight with my brother"

"I usually heal pretty quickly…Although it's been a long time since I was actually hurt" Clark said back in response while taking a seat opposite the professor.

"When I invited Chloe here, had I known about you I would have invited you as well…It was quite a surprise to see you fighting off my brother the way you did"

Clark let out a small sigh and shook his head slightly "Yeah it was a surprise…I wasn't exactly expecting to be fighting anything while I was here"

Moving from behind his desk Charles manoeuvred himself around until he was only a few feet away from Clark. "I wanted to say thank you for what you did yesterday…Had it not been for you…My brother could have done some serious damage…You held him at bay until the others could arrive"

"Yeah well I wasn't exactly strong enough to stop him though" Clark admitted sadly as he didn't remember the end of the fight at all. He could only assume he was out cold by that point.

"You kept him outside the mansion long enough for the others to arrive…They were able to remove his helmet allowing me to use my telepathy on him…Until recently I had never seen anyone who had the ability to go toe to toe with my brother…In fact I believe you're the first person I have ever known that has been able to draw blood from him…It would appear that my brother is not as invulnerable as he believes he is" As those words left his mouth he kept a close eye on the young man sitting in front of him looking for his reaction.

Not really wanting to think about the fight Clark decided to change topics. "So Umm Jean said you needed to talk to me about something"

Charles instantly recognised Clark's attempt to change the subject and decided that he would give into the young man on this occasion. "Yes I did…Considering recent events and the fact that you have abilities of your own...I wanted to ask if you would like to attend the institute along with Chloe at the beginning of the next semester"

Ok Clark had to admit he hadn't seen that one coming. Truth be told Clark was kind of in two minds as he sat there thinking about it. On the one hand it would be nice to be around others who had abilities of their own where he wouldn't have to hide his. On the other hand though he also knew that he would still be lying to them about what he was. He wasn't a mutant despite the abilities he had and because of that he would have to hide things from them. Then there was the part of him that didn't want to leave the farm as he knew his parents would need his help, especially with his mother being pregnant and all. At the end of the day he knew he had responsibilities back home and that they came first, so with that in mind he made his decision. "Professor I appreciate the offer…But I can't…I have responsibilities back home and I can't turn my back on them"

Charles watched the young man as he give his answer and could see a slight bit of uncertainty in his decision. He knew that Clark would be weary of joining the institute as well as knowing that the young man had a life back in Smallville. However he also knew that this was an important decision to make, one that Clark would have to discuss with his parents even if the answer would be no. "Clark…You don't need to make this decision yet…You and Chloe will be returning home the day after tomorrow and this is something that you should discuss with your parents…I assume that they know about your abilities"

"Yeah they do" Clark answered which was completely true. That and the fact that he kind of crash landed right in front of them means that they knew all about him, well almost all about him.

"Then in that case…I ask that you at least think over my offer…There are still a few weeks left until the end of the current semester so you have time to make a decision"

Reluctantly Clark nodded in agreement and decided that he would at least think about it. He already knew that his father would be dead set against it which doesn't surprise him in the least. In fact that was one thing that often annoyed him about his father and that was his overdeveloped protective streak, it sometimes bordered on psychotic.

Happy with the fact that Clark was at least going to think over his offer Charles decided that it might be a good idea if he interacted with the other students a bit. He had given the students the day off School since they were supposed to be away so getting Clark to spend the day with his other students should be easy. "Clark the others are taking Chloe around Bayville to have a look around…Why don't you go with them yourself and see the town for yourself"

"Alright professor…I'll do that…It will give me a chance to get to know some of them anyway" Clark responded even though in truth he wasn't looking forward to it. Manly because he knew Chloe would end up doing some shopping.

With all that said and done Clark left Charles alone in his office while he went back to meet up with Chloe. Once Clark left Charles sat there thinking things over and he couldn't shake the feeling that something important was going to happen around the institute over the next few years. The Clark that he met years ago hinted that Bayville was where everything would start and that he would be right there in the middle of it. That however left the question of what was to come.

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**RESPONSE TO REVIEWS: Chapter 1**

_My response to the review in question is written in italics._

**Review From: Connor K**

**good start, i think that you might have rushed the fact that the reason Charles knew about Clark was because of the legion ring, as well as having jean see Clarks memory.** **I think those could have been left for a later chapter to build questions as well as suspense about them.**

_I decided to put the fact that Charles knows about Clark in early for a reason which will become clear within the first three or four Chapters of the story. As for the part about Jean seeing a part of Clark's memory, I think you may be right and that I put it in a bit early. (Came to the same conclusion you did after I went back over the chapter) There is a reason why Jean can get into Clark's mind so to speak while the professor cant. (This will be explained later on as the story progresses)_

**I do like the fact that you didn't put Clark at his peak power to start with were he could kick Juggernaut ass in a millisecond, instead keeping him at a fraction of his strength so it was a fight he couldn't really win.**

_As for not having Clark at his peak I decided early on when I was putting together the concept for this story that having Clark too powerful early on would make things too easy for the X-Men when in a battle. To counter this I decided that I should tone down all his abilities and build them up over time. In my version I decided to leave him more vulnerable to outside forces. Fairly early on in the story there will be a part that looks over the abilities that Clark currently has and what the levels are currently at. I have also decided to change the way Clark's powers work slightly (This came from something I was reading online about how Clark's powers work but I wont go into that here and just say that it will be brought up as the story progresses)_

**I know that Scott is a hard ass that is rather distrusting but i think you made him a little to paranoid this chapter only because i think that the professor would have taught Scott to be more open minded, mind you i haven't read the comics or watched the shows in a long while so i could be wrong. **

_As for Scott, I agree with what you said about him being a little too paranoid and he will be mellowing out more. I made him a little more paranoid purely because I did some research into the X-Men evolution series and at the point where the series is at, Scott seemed to realise that there was a lot of things that the professor was hiding from him and the others (Mainly the existence of Magneto and things like that)_

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So there you are people Chapter 1 part 2 is finished

Let me know what you think all feedback good and bad are welcome


	3. Chapter 1 Part 3

**Chapter 1 Part 3**

Clark and Chloe sat in the back of Scott's car with Jean sat in the passenger seat while they made their way into town. The professor had asked both Scott and Jean to give Clark and Chloe the tour of the town so that they could see what things around town were like. Both Scott and Jean had also been told by the professor that he had asked Clark about joining the institute as well.

In reality Scott wasn't sure about having Clark at the institute as for some reason he felt uneasy around the other teen. He knew he wasn't being fair to Clark in that respect but after seeing how he fought Juggernaut the other teen for a lack of a better word, scared the crap out of him. It wasn't fair to think it but he couldn't help but worry about what would happen if Clark joined the Institute and then fell in with the brotherhood. If what he had seen from Clark was true then the Scott knew that the other teen could probably wipe the floor with them. While knowing that he shouldn't be thinking along these lines he couldn't help it as it was his responsibility to make sure that his team-mates were kept safe. Hopefully though he was just being paranoid and he hoped that after spending a few hours with Clark that those fears would be put to rest.

As for Jean she had kept herself fairly quiet during the trip from the institute as she wasn't really sure what she should say. During the ride she had spoken briefly with Chloe and she had to admit that she liked the blond girl and hoped that if Chloe joined the institute that they would become friends. Clark however she wasn't so sure about after their brief conversation earlier. The way he had spoken to her had sent a cold shiver down her spine and in a way the look in his eyes frightened her. He seemed to suddenly switch and become a different person and all his emotions seemed to disappear. There was a coldness there that she didn't understand and that was what frightened her the most.

On the other hand though she also knew what it was like to be different from everyone else. Unlike the rest of the mutants at the institute her powers had shown up when she was ten years old just after she had seen her best friend killed in a traffic accident. From what the professor had told both her and Scott, Clark had had his powers since early childhood and had spent his entire life hiding what he was. That little piece of information had helped her understand why Clark was so guarded as having powers at such a young age was something that she could relate to. She only hoped that eventually Clark would feel comfortable enough around her and that others to open up a bit. With that though in mind though she realised that maybe if she talked to him about her own experiences that it might help him loosen up.

Coming out of her thoughts she sent Scott a telepathic message telling him to head towards the Mall. Once that was done she turned around in her seat to look towards Clark and Chloe. "Guys…We're going to start our little tour at the mall since we can grab a drink there and just chill for a bit"

"Alright" Chloe responded while Clark simply give the red head a nod in response.

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Arriving at the mall the four teens quickly exited Scott's car and made their way inside. As they made their way through the mall though Chloe couldn't help but notice that there was a little tension between Clark and Jean and she couldn't help but wonder what had happened. Her natural curiosity kicking in she slowed her pace to which Clark instantly responded to by slowing his own allowing them to drop behind Scott and Jean.

"So do you want to tell me what's going on between you and Jean?" Chloe asked the Kryptonian teen.

Letting out a sigh Clark had to admit that he should have known that Chloe would have picked up on the little tension between himself and the red head. "She kind of tried the twenty questions routine on me…Let's just say that it didn't end well when I told her that I wasn't playing and had no intention of answering her."

"Clark…You've got to let someone in eventually." The blond stated letting out her own sigh. Don't get her wrong she loves Clark but on times she cant help but pity him. She also often felt a slight annoyance towards his parents about the way that they had raised him in regards to his abilities. Ok granted that advertising to the world that he is an alien would probably be a bad thing. However it didn't change the fact that being raised the way he had been, had made him afraid of himself and those around him.

Since she found out the truth about Clark she had noticed that he had changed around her and that he wasn't the dorky farm boy that he pretended to be. She had seen the signs of his Alien nature buried under the surface rise within him on more than one occasion. In fact she often found this other side of him to be quite the turn on even though she would never tell him that. However that side of him would always end up being buried as the dorky farm boy came back to the surface. Clark needed to be able to let that side of himself out without having to worry about what his parents would say or do. The sad truth was that Clark's parents had raised him as a human, and in doing so it had made him afraid of what he really was. She hoped that somehow he would find being around others who were different easier and that it would allow him to express himself more than what he normally does. "She didn't mean any harm Clark…They're just curious."

"I know…It's just my whole life has been about hiding who and what I am…And now it's all out in the open so to speak."

"Maybe…But did you ever consider that this might actually be a good thing?" The blond asked.

Clark came to a complete stop and looked at Chloe as if she had just grown a second head. "How could this possibly be a good thing." He asked in frustration.

"Because maybe for once in your life you can let go and not have to worry about what others would think of you…You don't need to tell them about what you are Clark…But you can at least express yourself more than what you can at home."

"I know your worried about me Chlo and I appreciate that…But I don't know how to do what your suggesting." With that said Clark let out another sigh before shaking his head sadly. "All my life my parents have drummed it into me about keeping who and what I am a secret…Do I need to remind you of how freaked dad was when you first found out?"

"No." The blond answered with a small smile as she remembered how angry Clark's father had been. "Don't take this the wrong way because I love your parents...But there are times that I think they raised you to be afraid of your own shadow." As those words left her mouth she saw an angry flare flash on Clark's face. "Clark I don't mean that in a nasty way…All I'm saying is that there's a difference between being cautious, and being afraid…And I hate to be the one to have to say this, but despite how powerful you are…You are constantly afraid."

"I know Chlo." The alien teen stated as he let out a small sigh. Every word Chloe had just said to him was true and he knew that he had spent his whole life in fear of what he was. Despite knowing that his friend was right it was the only way he knew how to live. It was after all how he was raised and he didn't know how to be anything else.

Chloe could see Clark was lost in thought and decided that maybe it would be a good idea to let the subject drop for the time being. Clark needed her help though and as his best friend she would do that. She didn't like the idea of Clark always keeping people at arms length because of how he was raised. "Come on…Let's catch up with Scott and Jean." She finally said taking Clarks hand in hers and pulling him back towards the two X-Men.

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After taking a trip through the mall and grabbing something to eat Scott and Jean took Clark and Chloe around the town so that they could find their way around if they decided to stay. The X-Men also noted a great change in Clark's demeanour as the day wore on and they were both curious about it. They had both noted that Chloe had had some words with Clark throughout the day although they didn't know what was said.

Jean for her part had been tempted to read Chloe's mind again but she knew she couldn't and that she needed to respect both Clark and Chloe's privacy. She still didn't like how secretive Clark was especially since they all knew that he had powers. However as he mind drifted back to what the professor had said about Clark developing his powers at such an early age she decided to use that to her advantage as she walked over to him. "Hey Clark... We're about to head back to the mansion."

Clark turned his head towards Jean and nodded in response. "Ok."

Again Jean noted how disconnected his voice sounded and decided to try again and strike up a conversation with him. "You know, you and I have something in common." She said which caused Clark to look at her with a raised eyebrow. "The Professor said that your powers developed when you were still a child... That's one thing I can relate to." At that Jean noted that his expression changed to that of curiosity so she decided to continue. "When I was ten... My best friend was killed in front of me, in a traffic accident... I don't know how but seeing her laying there broken." The memory of that day suddenly hit her a lot harder than she expected and she had to stop herself for a second.

Clark noticed the pain in the red heads voice and instantly reached out and placed his hand right hand on her shoulder. "Jean, It's ok... You don't need to talk about it." He said as he realised with Jean was trying to do. Realising that she was offering an olive branch so to speak he thought back on what Chloe had said to him earlier as well as the conversation he had had with his mother on the phone. Taking a deep breath he let it out slowly. "For as long as I can remember, I've had my abilities... At first it was only the strength and I've had that for as long as I can remember... But as I get older, I keep getting stronger... When I was twelve the super speed kicked in... At first I could only run at about thirty miles an hour, but again as I get older and stronger... I'm also getting faster... My whole life I've been different and my parents have drummed it into me, that I'm not to tell anyone about it... The only reason I told Chloe was because she came to me when her abilities first started showing and was completely freaked out by it... If she hadn't developed her own abilities... I don't think I would have ever told her." With that said Clark let out another sigh. "My whole life has been about hiding and lying to people... Keeping who and what I am a secret from everybody..."

"And with everyone asking about what you can do... It's putting you on the defensive." Jean said interrupting what he was saying as she realised that he wasn't being funny with them and that he was just afraid. "I'm sorry if you feel like we're pressuring you."

Clark shook his head at that. "I don't blame you or the others for being curious... If I was in your position, I would probably do the same thing that you guys are doing." Removing his hand from her shoulder he give the red head a small smile. "I'm sorry about the way I was this morning... Sometimes when I get defensive, I can become a little cold and distant."

Jean looked into Clark's eyes and could tell that he was being honest with her, so she give him a small smile of her own. "That's alright... At least now I can understand why you were being defensive about your powers... It's the only way of life you've ever known... I'll make sure the guys don't pressure you about it... But when your ready, know that you can trust us."

Before anything else could be said both teens heard Scott and Chloe calling them so they turned towards the other two and started to walk over to them. "Thanks." Jean then said as the two made their way over to the other pair.

"For what?" Clark asked in confusion.

"For opening up a bit... I know it couldn't have been easy." Jean answered with a small smile as she made her way towards the car leaving Clark standing there in a little bit of confusion.

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Arriving back at the institute both Clark and Chloe made their way towards the room that the blond was sharing with Jean. While that was going on Scott pulled Jean to one side. "So... Umm things between you and Clark seem to be a lot better than it was this morning." Scott stated in a tone that Jean knew all to well. It was a tone that was pretty much telling her that he wanted to know what was going on.

"Clark and i just had a little chat to clear the air... We kinda got off on the wrong foot this morning." The red head said in response.

"Anything i should know about?" He asked.

Jean shook her head at that as she now understood why Clark was the way he was. She realised that the farm boy needed time to get used to everyone before they start pressuring him. "No... There's nothing to worry about... As Chloe said, just give him some time."

"You know more than what your telling me." It wasn't so much of a question as it was a statement and Scott knew that Jean wasn't telling him something.

"Yes I do... And i give Clark my word that I wouldn't pressure him and that I'd make sure nobody else did either." With that said Jean turned towards the professor's office as she wanted to have a chat to him about the dream or memory of Clark's that she had experienced the night before.

As for Scott, all he could do was stand there and watch as Jean walked away towards the professor's office.

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"So you believe that what you experienced was one of Clark's memories?" Charles asked the young red head who had just told him about the dream or vision she had had during the night about Clark.

Jean nodded in response and let out a small sigh. "It was weird... It was a memory of a vision that some psychic showed him... When he touched her the world suddenly shifted and I found myself standing in an endless graveyard... Clark was just kneeling there for a few seconds until he realised what was going on." At that Jean shuddered at the memory of what she saw. "It was as if he had outlived all life on Earth... The stars were even different... The Constellations, I didn't recognise any of them." With that said Jean closed her eyes for a second as the last part of that vision played out in her mind. "There was something else... Something that I don't even think Clark remembers about that vision."

"What is it?" Charles asked with genuine curiosity.

"Just as Clark's memory of the vision ended I saw something else behind him... I don't think he saw it or at least he doesn't remember it." With that she let out another sigh as confusion set in. "Behind him I saw... I saw this giant bird that seemed to be made out of flames... But the confusing part about it all, was that this bird spoke... It called out to Clark, but it called him Kal... But the really weird part of it was that I recognised the voice of the bird... It was my voice."

Hearing that the flaming bird called Clark by his Kryptonian name instantly made Charles realise that what Jean had seen, was real. He himself knew that Clark's birth name was in fact Kal-El, or Kal for short. The other thing that made him a believer in what Jean had seen, was the flaming bird. He knew what this flaming bird was as he knew that it was some kind of second consciousness that resided deep inside Jean's mind, even if she wasn't aware of it yet. This second consciousness was in fact a pathway to a power far beyond Jean's imagination. He also knew that Jean's mind couldn't handle what he knew was the Phoenix, at least not in the long term. For Jean to be able to handle the power she needed Clark, but that was a matter for another time. He knew that revealing too much information was not a good idea, at least not yet. Kal had told him that a paradox was in play and that messing with it, could be very bad. He needed to be careful, but he also needed to put Jean at ease over what she had experienced. "Jean... I believe that you did pick up on one of Clark's more disturbing memories... You should be careful however if you can access his mind."

"But that's the thing professor... I've tried casually picking things up from him and I get nothing... If you cant even read his mind, then how can I?" The red head asked in confusion as the professor's telepathic abilities were far beyond her own.

"Jean, brainwaves operate on a frequency much like a radio... While my telepathy may be more powerful than yours at the moment. I believe that you may be able to pick up on frequencies outside of my range... Clark's brainwave's aren't like other human's or mutants, but I believe that his brainwave frequency is on the very edge of your ability to receive them... If I had to guess going on what you've told me... I would say that when he's asleep or unconscious... His brainwaves can be picked up by you."

"So your saying that I can pick up frequencies that you cant and that Clark's frequency is just inside my ability to pick them up?" Jean asked as she began to understand what the professor was telling her.

Charles nodded at that as he realised that he may have to have a talk with both Clark and Jean sooner than he had planned. However he also needed to have a talk with Clark on his own as it was time to tell the young Kryptonian a few things. At the moment though he turned his attention back to the red head and answered her. "Yes... As I said, it's not a matter of telepathic power... But more of the frequency range that you can detect... What I want you to do... If you continue to have these visions is to come and see me about them... There may be things that you see and experience that wont make sense to you... Some may to be quite honest, scare you."

Hearing that Jean suddenly got the feeling that the Professor knew a lot more about Clark than he had been letting on. "Professor... I get the feeling that you know something about Clark... Something that your not willing to tell the rest of us."

"You would be right Jean." Charles stated with a sigh as he should have realised that she'd pick up on the fact that he knew more than he was letting on. "There's a lot I cant tell you... At least not yet... All I can say is that I've encountered someone like Clark before... I know what abilities he has, and what abilities he is yet to develop."

At the Jean sat back in her seat with a look of confusion on her face. What the professor had said about Clark's abilities made her realise that he was far more than your average mutant.

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"So lets see if i got this straight... Logan is crazy." Chloe stated as she dodged a large wrecking ball as it came flying towards her.

"Like, totally crazy." Kitty responded as she allowed the wrecking ball to pass right through her.

"Tell me again... Why would i want to come to this place." The blond said back as she focused her eyes on the wrecking ball as it made it's way back to them. She had absorbed Scott's powers earlier that day and now was the time to test it out. Focusing on the ball as it approached her she felt her eyes heat up before two intense beams of red light blasted from her eyes destroying the wrecking ball completely.

Logan watched from the observation room with a small smile. The new kid seemed to handle herself quite well and she seemed to have a natural talent for understanding any ability that she absorbed. The only thing left was to try and get the teen who was standing behind him involved as well. "You sure you don't want to try it yourself kid?"

"The point in that would be?" Clark asked with sarcasm as he looked out over the danger room before glancing back at Logan. "From what I can tell... Nothing in that room would even slow me down."

Logan raised his eyebrow at that since the farm boy had been rather mute when it came to his abilities. "Just what can you do exactly?"

Clark let out a sigh and closed his eyes for a few seconds as he fought back years of being raised keep everything about him a secret. However taking both his mother's and Chloe's advice he decided that he should just go for it. "Well so far... I have super strength and i have super speed as well... Then there's the whole thing about being bullet proof and very hard to hurt... I also have X-ray vision and what I call heat vision as well... The heat vision from what I can tell I can send out blasts of focused beams of infrared radiation."

"That's quite a list kid." Logan responded with another raised eyebrow.

"Oh and just to add insult to injury... I'm constantly getting stronger and faster... Two years ago if i got shot it would leave a bruise... Now I barely even feel the bullets if they hit me."

Before Logan could respond he suddenly head Charles in his mind telling him to send Clark to his office. "The professor wants to see you kid... And give me a little time and I'll find some way to get a workout from you."

Clark nodded as he realised that the professor must have used his telepathy to contact Logan. "Do you ever get used to the professor calling you like that?" He asked in reference to the telepathic message.

"After a while... You get used to it and it's just like someone calling you from across a room."

With that Clark turned and left the observation room leaving Logan behind to think of a way to get Clark involved in the training sessions. Thankfully he also knew that Forge was working on a new project for the danger room and if what that crazy kid had told him was true, then he will be having lot's of fun when it's ready.

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Clark walked into the professor's office and saw the man sitting there behind his desk. "You wanted to see me professor?" He asked.

Charles looked up from his desk before moving out from behind it. "Ah, yes Clark... Please take a seat."

The teen made his way over to the couch as the professor moved up next to Clark in his wheelchair before letting out a small sigh of his own. In truth Charles wasn't really sure how Clark would react to what he was about to say. "Firstly Clark I need to apologise to you." He started to say which instantly got him a look of confusion from the young man. "I have not been completely honest with you and before I say anymore on that I need you to know that I was prevented from doing so by a promise I made long ago."

"Professor, what are you talking about?" Clark asked in complete confusion.

Charles looked at Clark for a few seconds as he thought over what he was about to say. There was a lot of things he couldn't tell the young man yet but he also knew that he had to tell Clark certain things, especially if he was going to get Clark to join the institute. So with that in mind he started to speak again. "When i was in my final year of university i was almost killed." He started to say which got him a look of shock from the young man. "The details about what happened aren't important... But what is important, especially to you... Is that I was saved by a Kryptonian." With that said he instantly noticed the look of shock and then fear that spread across the young man's face. "I know what you are Clark... And where your from." Instantly Clark jumped off the couch and backed away in shock and Charles knew he needed to be very careful in how he approached this situation. "Clark, relax nobody besides myself knows... I only worked it out after i saw you fighting my brother... I have seen the powers you possess before, as well as some you don't have yet."

"How?" Was the only thing that Clark could ask at this point. He had the download from the cave inside his head as well as the message that Virgil Swann had shown him but apart from that, he was completely in the dark.

"There's a lot I cant tell you as I made a promise to that Kryptonian that saved my life... However since you are here and have been raised on Earth, I can only assume that Krypton has been destroyed... It was in the middle of a civil war if what the Kryptonian I met said was true."

Clark started to calm down a bit at that and looked the professor in the eyes. "Why didn't you say anything sooner?"

"In truth... I didn't know how you'd react... I wasn't going to tell you but I learned something today, and I needed you to be aware of it... And for that I needed to tell you that I know about what you are... Your secret will not leave my lips unless you want it to... I have carried the knowledge of your people for a few decades now, and I am a man of my word."

"You said something's happened?" The confused Kryptonian teen asked.

"Yes... While you were unconscious, Jean was able to pick up a memory from your mind... She said she saw you talking with an old woman before you had some kind of vision where you were standing in an endless graveyard." The professor said and instantly noticed the young man wince at his words.

"Cassandra." Clark said in a whisper as he sat back down before looking at the professor. "What does Jean know?"

"Nothing... From what I can gather, her ability to read your mind is extremely limited... I wanted you to be aware of it as she picked up on your memory by accident and wasn't even sure how she did it."

"So what happens now?... I mean with you knowing about what I am." Clark asked.

"My offer still stands Clark... I would like you to attend the institute... I owe the Kryptonian that saved my life a dept that i cannot fully repay... However I know about the abilities that you now have as well as abilities that you are yet to develop... I will not reveal your true identity to anyone and it will stay between us if that is what you wish."

In truth this whole situation was a lot for Clark to deal with at the moment so with that in mind he stood up again. "Professor... I need time to process this." With that said he zipped out of the room before Charles could respond.

Charles for his part just looked at the spot where Clark was standing only a second ago, hoping he had done the right thing.

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So there you are people Chapter 1 Part 3 is finished

Let me know what you think all feedback good and bad are welcome

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	4. Chapter 1 Part 4

**Chapter 1 Part 4**

Fear, it was the most natural thing that he had felt as it had been a part of him for his entire life. The Professor had just told him that he had encountered a Kryptonian before and recognised him as one. For the past two years since his father told him the truth he had wondered if there were anymore like himself out there. He had gotten the answer a few weeks ago when Virgil Swann contacted him, there was nobody else.

Now though the professor had told him that he had encountered another Kryptonian on Earth years earlier. It was strange knowing that he wasn't the only alien to visit the Earth. Part of him couldn't help but wonder if there were any others on Earth hidden away, despite what Dr Swann had said.

However as he stood on top of the cliff overlooking the ocean he couldn't help but wonder, why Earth. It was obvious to him that there was life on other planets, so why was he sent to Earth. Out of all the planets in the cosmos, why was this little blue ball the one he was sent to. The other thing that often plagued his mind since finding out the truth was, why didn't his biological parents come with him.

He had grown up as Clark Kent and he loved his adopted parents but there was always something missing. At first he didn't know what it was but after learning the truth he understood. He wasn't human and would never be, he was an alien and he was alone. There was so much about himself that he kept suppressed, even before his father told him the truth. Growing up he always felt different and he knew that he didn't see the world the way others did, didn't think like others do. So he learned to lie, to hide those parts of himself that he knew others couldn't understand. It was a sad truth but one he knew was true, Clark Kent was nothing more than a lie. A lie to fit into a world where he didn't belong.

The part of him that was human for a lack of a better word was currently terrified over the fact that the professor knew about what he was. The human persona that he had built over the years while suppressing his not so human side, had become dominant. However there was also his Kryptonian side there in the background and it was basically telling him to `_Grow the hell up_`. Chloe had been right when she told him that he was constantly afraid and he knew that as well as she did. But it wasn't his Kryptonian side that was afraid, it was his human side.

In truth he very rarely let what he now knows as his Kryptonian side out. Of course when people are in danger he allows his natural instincts to take over and it was only in those moments that that side of him comes out. The fight with Juggernaut had been a perfect example of that because despite knowing that he couldn't beat the professor's brother, he felt no fear. It was strange and he wouldn't admit it aloud, but he enjoyed the fight. It was freeing to be able to let go even if only for a short while, to cut the ties that held him down. "Hey Clark... You ok?" Jean's voice said breaking Clark out of his thoughts.

Clark turned his attention towards the red head as she approached. "Just thinking that's all... Do you need something?"

Jean shook her head in response. "No... It's just Chloe was wondering where you'd gone and I figured since your not one for crowds, you'd go somewhere quiet."

"Yeah... I just needed some time to myself." He responded as he turned his head back to look over at the ocean.

"I'll leave you alone then." The red head stated as she turned to walk away to leave Clark to his thoughts.

"How did you cope with it?... Being so different at such a young age... Realising how dangerous you could be." Clark asked causing Jean to stop and turn back to him.

Walking up next to Clark she herself looked out over the ocean and let out a small sigh. "It wasn't easy... Thinking back on it, my powers back then were a little out of control... I can still remember causing things to start shooting across my house when I would get upset or angry... To make matters worse I would get even more angry and upset because I was angry and upset."

"The first Christmas with my parents... It was the first time I can remember seeing snow." Clark stated as he let out a small sigh as a memory played out in his mind. "I was only three and a half and I got so excited about the snow that without thinking, I gabbed onto my mother and tried to run outside... I dislocated her shoulder in the process and if she hadn't screamed out in pain, I may have done a lot more damage." Shaking his head at the memory he looked up towards the sun as it was setting and closed his eyes as he felt his skin tingling slightly.

Jean was actually shocked by what he had said and she couldn't imagine what that must have been like for him, especially at the age of three. To dislocate your mothers shoulder just by trying to pull her outside into the snow. She realised that it must have absolutely terrified him and she couldn't imagine what she would have been like had something similar happened to her.

She had also noticed the way Clark seemed to react to the sun as he closed his eyes and she found herself feeling a little curious about it. "What is it about the sun?" She asked.

Clark opened his eyes and turned to look at the red head. "Umm... I'm not exactly sure to be honest... When I was growing up... If I ever got hurt, all I needed to do was go out into the sun... It's hard to explain... But when I'm out in the sun, I can literally feel every cell in my body tingle and vibrate... It's relaxing and that's the only word I can find to describe it."

"You know for someone who doesn't like opening up... You've been doing a lot of talking with me." Jean stated with curiosity in her voice.

Clark for his part had to admit that she was right and he had spent some time thinking about that himself. For some reason he didn't understand, he felt comfortable around the red head. "I'm not trying to make a pass at you." He began to say as he felt himself blush slightly. "But for some reason I feel comfortable around you... Don't ask me to explain it because I haven't got a clue myself... And there's the whole thing about you being able to see my memories when I'm asleep or unconscious."

"The professor told you about that?" The red head asked a little surprised that the professor would reveal something like that.

"Yeah... He figured I needed to know." The alien teen said in response before letting out another sigh. "You should be careful... I have no idea what could happen to you if you started looking through my mind... It could be dangerous."

"Dangerous, how?" Jean asked now with concern in her voice.

Clark knowing that he couldn't give too much away knew that he needed to tell her something. He was being honest in saying that he didn't know what could happen since his mind isn't like a human's. There was no telling what reading his mind could do to Jean. "My mind processes information differently than yours... I'm not being arrogant or anything, but I couldn't think as slow as you or any of the others... Even if I tried... I can process information so quickly that the world around me can seem like it is frozen in place... At the speed my mind works... I don't know what would happen to you, if you could read my mind."

Jean raised her eyebrow at the feeling slightly insulted but as she looked into Clark's eyes she just knew he was being truthful with her. With that realisation any annoyance she was feeling towards what she guesses is her new friend, was now gone. "So what the world just freezes around you?"

Clark nodded at that in response before speaking. "Yeah... I think it's partly to do with the whole super speed thing... Being able to process information that quickly comes in handy when you can move as fast as I can... At the speed I can move... Quick thinking is needed to avoid, hazards."

"I know your way stronger than any of us and that your pretty tough considering you took on the Professor's brother, who from what he told us is virtually unstoppable... But..." Jean trailed off on that as she remembered the promise she had made not to pressure him. "Never mind."

"Your wondering what else I can do." Clark said to which he got a sheepish nod from the red head. The Kryptonian teen let out another small sigh as he knew it was eventually going to come up again. However he was also grateful that the red head stopped herself from nagging him about it. But as he looked at her he realised that since he had already told Logan that there was no harm in telling her. Both Chloe and his mother had already encouraged him to let the mutants know about his powers, even if he doesn't tell them where he's from. "Ok... Where to start." He began to say and instantly noticed Jean's face light up as she realised he was going to tell her. "As you already know... I'm really strong and tough, bullet-proof to be precise... Then I have the whole super speed thing, although I don't know how fast I can actually travel... I can also shoot beams of infrared radiation from my eyes... That's pretty handy when I need to re-warm my food... And then there's... There's..." He wasn't sure how to approach his last ability considering he was standing next to a rather attractive young woman.

Jean had been listening and was quite shocked by the list of Clark's powers. Instantly she knew that he definitely wasn't your average mutant and she wondered if he was what the professor called an Omega Level Mutant. However right now she could tell that he was rather nervous about telling her what this last power was and she had to admit that she was curious. "Then there's what?"

_Oh how am I going to explain this one._ Clark thought to himself before speaking. "Ummm... Well I kinda have the ability to see through..."

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As the evening came both Chloe and Scott realised that Clark and Jean were nowhere to be found in the mansion. After going to see the professor they discovered that both Clark and Jean were out the back of the mansion overlooking the ocean. Now knowing where the two were Scott and Chloe went to get them as it was time for everyone to have a session in the danger room.

"So... How come you don't need to wear a visor if you have my power now?" Scott asked the shorter blond.

"I'm not sure to be honest... When I absorb someone's abilities, I gain and understanding of how that power works... I don't know why you cant turn it off." Chloe responded as she was able to turn the optic blasts on and off at will. The question of why Scott couldn't was one she had thought about herself.

Scott thought about that for a second and a theory popped straight into his head. "When I was a kid I ended up in a coma for a month... I know that I did suffer some brain trauma, so maybe that's why."

"Maybe." Chloe responded as they carried on walking through the back. "I just focus my eyes on the target I'm trying to hit, and then it just happens."

"Maybe one day I'll get it under control... It's kind of annoying having to wear glasses and a visor all the time." Scott stated as he let out a sigh. "So have you noticed anything going on between Clark and Jean?"

Chloe shook her head at that. "No... But with Clark you can never tell what's going through his mind... It may be a case of Jean is the only person here apart from the professor that Clark's actually had a real conversation with."

As the two approached the cliff they were surprised to hear both Jean and Clark laughing. "It really wasn't all that funny... I was in gym class climbing the ropes with Pete, when all of a sudden his skin just disappeared... I could see all his muscles and bones, it scared the crap out of me." They heard Clark say causing Chloe to gasp in shock as she recognised the story that Clark was telling Jean. Clark had told her about what had happened when his x-ray vision first kicked in and she had to admit that she was surprised that he was talking about it. _Maybe I got through to him after all._ The blond thought to herself.

"Yeah but come on... Are you telling me that you've never once abused that little power of yours?" They heard Jean ask with a little mirth in her voice.

"Well there was this one time I leaned about Chloe's birthmark..." Scott heard Clark say before Chloe interrupted them with a scream.

"CLARK KENT, IF YOU CARRY ON WITH THAT STORY I AM GOING TO HURT YOU... AND REMEMBER I KNOW HOW." Chloe screamed as she realised where this story was going.

Both Clark and Jean jumped as they heard Chloe's scream. As for Clark he turned towards the blond and give her a sheepish grin. "Sorry Chloe... We were just talking about some of my more embarrassing moments with my powers."

"Yeah, Yeah." Chloe responded as she and Scott approached the alien and the red head. "Have you told her any embarrassing stories about your heat vision? or should I."

Clark's smile instantly faded at that and he raised his hands in mock surrender. "I'll stop if you will." He said as he really didn't want to get into what actually triggered off his heat vision.

Both Scott and Jean looked at each other and they both knew that there was an interesting story behind whatever it was that Clark and Chloe were on about. "So what's up?" Clark asked hoping to break away from where the conversation was heading.

"We've got an evening danger room session." Scott stated.

"Oh sorry, I totally forgot." Jean said with a bit of sadness in her voice. The last few hours talking with Clark had been great and she found that she really liked him. They had both been so open with each other and it surprised her how easily she could talk to him. She knew without a doubt that even if he didn't joint he institute that she had made a great friend and she didn't want to give that up so easily.

"Ok then, shall we go." Chloe said before the four teens started to walk back to the mansion.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

As the x-men made their way into the danger room along with Chloe, Clark stayed in the observation room. Chloe and the professor as well as Jean tried to talk him into joining the session, but he turned it down. In truth Clark wasn't really sure that it would be fair since from what he could tell, nothing in that room could really slow him down. "So, why these sessions?... Are you preparing for the end of the world or something?" Clark as the professor who was sitting in his wheelchair in front of the controls.

"As much as I hope for the best when the day that humanity learns about the existence of mutants, I am also aware that our reception to the world may not go as I hope." Charles stated before letting out a small sigh. "The danger room is designed to help the students gain better control of their powers as well as prepare them for any hostile reception they may receive."

"Hope for the best, but plan for the worst." The alien teen said in response.

"Essentially yes... However there are also times when the X-Men are called upon to stop other mutants from causing chaos and destruction with their powers." The professor said as he turned his attention back to the controls. "Alright students, this will be a lighter session than normal since Chloe's new here." He said over the microphone so that the students inside the danger room could hear. Then he turned back to look at Clark. "Are you sure you wont join them?"

Clark shook his head at that. "I'm sure... As a said to Logan earlier... From what I can tell, nothing in that room will do much to slow me down."

"When the new upgrades are installed I think you will be surprised at what we will be able to do." Charles said back before again turning to the controls and activating the microphone again. "Alright students, lets begin."

For the next half an hour Clark watched from the observation room as Chloe and the X-Men fought off everything that the professor unleashed on them.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

As the danger room session came to an end Chloe had to admit that she was pretty tired. It had been an interesting session and from what the others had told her, that was a light workout. "So how did we do?" She asked aloud as Clark and the professor walked into the room.

"You did pretty good Chloe." Clark responded with a smile.

"I say next time, I just lock you in her on your own." The blond said in response since she was still a little annoyed at Clark for not getting involved.

"Yeah, like why didn't you have to do it?" Kitty asked.

"I doubt that the danger room has anything in it that will even slow Clark down." Jean responded before anyone had a chance to say anything. Then another thought popped into the red heads, head. "Clark... Why don't we test your powers?... You know, see how strong and fast you really are." At that all the students nodded with genuine curiosity over what Clark could actually do.

Clark looked at Jean for a few seconds and in truth he was actually curious about how strong and fast he really was. He had lost any kind of way to measure his powers, years ago. Turning to the professor he raised an eyebrow. "Is that possible?... To test my powers like that... I lost any way of doing that years ago."

The professor thought over that and a small smile formed on his face. "Yes I believe there is... The danger room has sensors in it that will allow me to track how fast you can move... And there is a high powered hydraulic weight that can put out a force of around fifteen hundred tons... As for your other abilities, I don't have a way to test those accurately at the moment... However if you would like to test your speed and strength, I would be more than willing to accommodate you."

"Come on Clark, you know you want to." Chloe said with a small smile.

Clark looked at Chloe for a few seconds before letting out a small sigh. "Alright, I'll do it." He finally said to which a beaming smile formed on his best friends face.

"Alright them... Clark if you wait in here, it will take a few minutes to set everything up." Charles stated before turning around in his wheelchair. As he made his way out of the danger room the other students followed behind and followed their professor up into the observation room, each curious about how powerful Clark really was.

As for Clark, as he stood alone in the danger room he wondered if he was doing the right thing. He still wasn't sure that allowing himself to get too comfortable around them was a good idea.

\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men\S/X-Men

As the professor and the others made their way into the observation room Jean decided to give Logan and Ororo a telepathic call since she knew that they would be just as interested in this as the rest of them were. However she also knew that they would miss the beginning since the Professor was ready to start. "Alright Clark... We'll start with a test of your speed first... When your ready." Charles stated as he pressed a few buttons on the control panel.

Clark let out a small sigh before beginning his run. At first he went at a human speed for a few seconds before shifting into super speed and the world around him instantly began to slow down.

Back in the Observation room the Professor as well as the X-Men watched with keen interest as Clark became nothing more than a red and blue blur that circled the room. Charles's and Chloe however both focused on the speedometer that was indicating Clark's speed. It had already gone past two hundred and was steadily increasing however when he reached around two fifty the speed of the increase began to slow until he reached about two eighty. 280 - 283 - 285 - 286 - 289 - 291 - 292 - 293 - 294 - 293 - 294 - 293 - 294.

"Vhoa!" Kurt stated as he took note at how fast Clark was going.

"It's something isn't it... It's also really annoying, when he just zips in or out of a room... Especially when you have loose papers everywhere." Chloe said to the group as it often annoyed her when he would do that. She was also pretty sure he did it on purpose.

"Ok Clark... You can come to a stop now." The professor said over the microphone to which Clark instantly stopped.

"How did i do?" He asked knowing that the professor could clearly hear him.

"Your speed seemed to peak at two hundred and ninety four miles per hour." Charles responded.

"That's how fast he can run." Ororo asked as she and Logan walked into the observation room.

"How did you get him into this Chuck?" Logan asked knowing how resistant Clark had been to taking part in anything.

"It was actually Jean's idea... And since Clark doesn't actually know his own limits, he agreed." With that said Charles turned back to the microphone. "Ok Clark... I'm going to lower the hydraulic weight." Then the professor pressed a few more buttons and a large metal object lowered itself from the ceiling coming to a stop at about three meter's of the ground.

Clark looked at the large round object before walking up to it. Once underneath it he raised his arms and the weight lowered itself slightly until his palms rested flatly against it. "Ready when you are Professor." The teen shouted.

In the observation room Charles activated the weight. At first the pressure was only about the weight of about fifty kilograms before it started to put on more pressure. Again everyone in the observation room watched as the indicator started to rapidly rise and a few seconds later it passes three tons. From the monitors in the room they could tell that Clark wasn't even slightly fazed by the weight.

For the next ten minutes the weight slowly increased until it had passed over seven hundred tons and by now everyone in the room was in a state of shock over the relaxed expression on Clark's face. Then as the weight approached around eight hundred and eighty tons the first signs of stress started to form on Clark's face. 880 - 885 - 890 - 895 - 900. Then everyone noticed that his legs were starting to bend under the weight and at nine hundred and twenty tons Clark dropped to one knee causing the massive weight to automatically retract.

"Man that was totally insane!" Evan stated in shock over the amount of weight that Clark could hold to which the other students nodded in agreement. However Chloe noticed a thoughtful look on the professor's face.

"Professor, what is it?" The blond asked causing the other students to look at the professor themselves.

Charles himself was still fixated on the results of the weight that Clark seemed to be able to hold. Going by the readings he didn't understand how Clark had been able to hurt his brother. He knew himself that he could drop a thousand ton's on his brother and the Juggernaut would shrug it off as it was nothing, so how did Clark injure his brother. Coming out of his thoughts though he looked down at Clark who was getting back onto his feet. "Clark, are you alright?"

"Yeah Professor, I'm fine... So how did I do?" The slightly tired teen asked.

"You were able to hold nine hundred and twenty tons." Charles responded and everyone in the room noted Clark's shocked expression through the monitors.

"Can you repeat that?... Did you just say nine hundred and twenty tons?" Clark asked in complete surprise.

"I did indeed Clark." Came the response from the professor who was still a little confused at the moment. That confusion though had not escaped Chloe and it was something she was going to ask the professor about as soon as they were alone.

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So there you are people Chapter 1 Part 4 is finished

Let me know what you think all feedback good and bad are welcome

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